AIG 10-K Annual Report Dec. 31, 2020 | Alphaminr
AMERICAN INTERNATIONAL GROUP INC
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AIG 10-K Fiscal year ended Dec. 31, 2020

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AMERICAN INTERNATIONAL GROUP INC
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TABLE OF CONTENTS
Part I, Item 1A. Risk Factors Of This Annual Report; andItem 7 | Index To Item 7Item 7 | Use Of Non-gaap MeasuresItem 7 | Critical Accounting EstimatesItem 7 | Executive SummaryItem 7 | Consolidated Results Of OperationsItem 7 | Business Segment OperationsItem 7 | Business Segment Operations | General InsuranceItem 7 | Business Segment Operations | Life and RetirementItem 7 | Business Segment Operations | Other OperationsItem 7 | InvestmentsItem Count Is By Cusip By SubsidiaryItem 7 | Insurance ReservesItem 7 | Liquidity and Capital ResourcesItem 7 | Enterprise Risk ManagementItem 7A | Quantitative and Qualitative Disclosures About Market RiskPart IIItem 8 | Financial Statements and Supplementary DataItem 8 | Report Of Independent Registered Public Accounting FirmItem 8 | Notes To Consolidated Financial Statements | 1. Basis Of PresentationItem 8 | Notes To Consolidated Financial Statements | 2. Summary Of Significant Accounting PoliciesNote 6. InvestmentsNote 7. Lending ActivitiesNote 8. ReinsuranceNote 9. Deferred Policy Acquisition CostsNote 10. Variable Interest EntitiesNote 11. Derivatives and Hedge AccountingNote 12. Goodwill and Other Intangible AssetsNote 13. Insurance LiabilitiesNote 14. Variable Life and Annuity ContractsNote 15. DebtNote 16. Contingencies, Commitments and GuaranteesNote 18. Earnings Per Common ShareNote 22. Income TaxesItem 8 | Notes To Consolidated Financial Statements | 3. Segment InformationItem 8 | Notes To Consolidated Financial Statements | 5. Fair Value MeasurementsItem 8 | Notes To Consolidated Financial Statements | 6. InvestmentsItem 8 | Notes To Consolidated Financial Statements | 7. Lending ActivitiesItem 8 | Notes To Consolidated Financial Statements | 8. ReinsuranceItem 8 | Notes To Consolidated Financial Statements | 9. Deferred Policy Acquisition CostsItem 8 | Notes To Consolidated Financial Statements | 10. Variable Interest EntitiesItem 8 | Notes To Consolidated Financial Statements | 11. Derivatives and Hedge AccountingItem 8 | Notes To Consolidated Financial Statements | 12. Goodwill and Other Intangible AssetsItem 8 | Notes To Consolidated Financial Statements | 13. Insurance LiabilitiesItem 8 | Notes To Consolidated Financial Statements | 14. Variable Life and Annuity ContractsItem 8 | Notes To Consolidated Financial Statements | 15. DebtItem 8 | Notes To Consolidated Financial Statements | 16. Contingencies, Commitments and GuaranteesItem 8 | Notes To Consolidated Financial Statements | 17. EquityItem 8 | Notes To Consolidated Financial Statements | 18. Earnings Per Common ShareItem 8 | Notes To Consolidated Financial Statements | 19. Statutory Financial Data and RestrictionsItem 8 | Notes To Consolidated Financial Statements | 20. Share-based Compensation PlansItem 8 | Notes To Consolidated Financial Statements | 21. Employee BenefitsItem 8 | Notes To Consolidated Financial Statements | 22. Income TaxesItem 9 | Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A | Controls and ProceduresItem 9B | Other InformationPart IIIItem 10 | Directors, Executive Officers and Corporate GovernanceItem 11 | Executive CompensationItem 12 | Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13 | Certain Relationships and Related Transactions, and Director IndependenceItem 14 | Principal Accounting Fees and ServicesPart IVItem 15 | Exhibits, Financial Statement SchedulesItem 16 | Form 10-k SummarynoneItem 16 | Form 10-k Summary

Exhibits

(1)Stock Purchase Agreement dated as of August 15, 2016 between American International Group, Inc. and Arch Capital Group Ltd. Incorporated by reference to Exhibit 2.1 to AIGs Current Report on Form 8-K filed with the SEC on August 16, 2016 (File No. 1-8787). (2)First Amendment to Stock Purchase Agreement, dated as of December 29, 2016 between American International Group, Inc. and Arch Capital Group Ltd. Incorporated by reference to Exhibit 10.51 to AIGs Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-8787). (3)Agreement and Plan of Merger, by and among AIG, Venus Holdings Limited and Validus Holdings, Ltd., dated January 21, 2018 Incorporated by reference to Exhibit 2.1 to AIGs Current Report on Form 8-K filed with the SEC on January 22, 2018 (File No. 1-8787). (4) Membership Interest Purchase Agreement, by and among AIG, Fortitude Group Holdings, LLC, Carlyle FRL, L.P., The Carlyle Group L.P., T&D United Capital Co., LTD. And T&D Holdings, Inc., dated as of November 25, 2019 Incorporated by reference to Exhibit 2.1 to AIGs Current Report on Form 8-K filed with the SEC on November 25, 2019 (File No. 1-8787). 3(i) Amended and Restated Certificate of Incorporation of AIG, amended and restated May 14, 2020 Incorporated by reference to Exhibit 3.1 to AIGs Current Report on Form 8-K filed with the SEC on May 15, 2020 (File No. 1-8787). 3(ii) AIG By-laws, amended and restated December 9, 2020 Incorporated by reference to Exhibit 3.1 to AIGs Current Report on Form 8-K filed with the SEC on December 9, 2020 (File No. 1-8787). (1)Warrant Agreement (including Form of Warrant), dated as of January 6, 2011, between AIG and Wells Fargo Bank, N.A., as Warrant Agent Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K filed with the SEC on January 7, 2011 (File No. 1-8787). (2)Tax Asset Protection Plan, dated as of March 9, 2011, between AIG and Wells Fargo Bank, N.A., as Rights Agent, including as Exhibit A the forms of Rights Certificate and of Election to Exercise Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on March 9, 2011 (File No. 1-8787). (3)Amendment No. 1, dated as of January 8, 2014, to Tax Asset Protection Plan, between AIG and Wells Fargo Bank, National Association, as Rights Agent Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on January 8, 2014 (File No. 1-8787). (4)Amendment No. 2, dated as of December 14, 2016, to Tax Asset Protection Plan, between AIG and Wells Fargo Bank, National Association, as Rights Agent Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on December 14, 2016 (File No. 1-8787). (5) Amendment No. 3, dated as of December 11, 2019, to Tax Asset Protection Plan, between Equiniti Trust Company, as successor to Wells Fargo Shareowner Services, a former division of Wells Fargo Bank, as Rights Agent Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on December 11, 2019 (File No. 1-8787). (6) Description of Registrants Securities Filed herewith. (7) Deposit Agreement, dated March 14, 2019, among AIG, Equiniti Trust Company, as depositary, and the holders from time to time of the depositary receipts described therein Incorporated by reference to Exhibit 4.2 to AIGs Current Report on Form 8-K filed with the SEC on March 14, 2019 (File No. 1-8787). (1)AIG Amended and Restated Form of Non-Employee Director Deferred Stock Units Award Agreement* Incorporated by reference to Exhibit 10.69 to AIGs Annual Report on Form 10-K for the year ended December 31, 2008 (File No. 1-8787). (2)Fourth Amended and Restated Credit Agreement, dated as of June 27, 2017, among AIG, the subsidiary borrowers party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and each Several L/C Agent party thereto Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K filed with the SEC on June 27, 2017 (File No. 1-8787). (3)American International Group, Inc. 2010 Stock Incentive Plan* Incorporated by reference to AIGs Definitive Proxy Statement, dated April 12, 2010 (Filed No. 1-8787). (4)AIG Amended Form of 2010 Stock Incentive Plan DSU Award Agreement* Incorporated by reference to Exhibit 10.14 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (File No. 1-8787). (5)Letter Agreement, dated August 14, 2013, between AIG and Kevin Hogan* Incorporated by reference to Exhibit 10.2 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (6)Non-Solicitation and Non-Disclosure Agreement, dated August 14, 2013, between AIG and Kevin Hogan* Incorporated by reference to Exhibit 10.3 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (7)Introductory Bonus Agreement, dated August 14, 2013, between AIG and Kevin Hogan* Incorporated by reference to Exhibit 10.4 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (8)Executive Officer Form of Release and Restrictive Covenant Agreement* Incorporated by reference to Exhibit 10.5 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2016 (File No. 1-8787). (9)Master Transaction Agreement, dated as of April 19, 2011, by and among American Home Assurance Company, Chartis Casualty Company (f/k/a American International South Insurance Company), Chartis Property Casualty Company (f/k/a AIG Casualty Company), Commerce and Industry Insurance Company, Granite State Insurance Company, Illinois National Insurance Co., National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company, The Insurance Company of the State of Pennsylvania, Chartis Select Insurance Company (f/k/a AIG Excess Liability Insurance Company Ltd.), Chartis Specialty Insurance Company (f/k/a American International Specialty Lines Insurance Company), Landmark Insurance Company, Lexington Insurance Company, AIU Insurance Company, American International Reinsurance Company, Ltd. and American Home Assurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and Chartis Overseas Limited acting as members of the Chartis Overseas Association as respects business written or assumed by or from affiliated companies of Chartis Inc. (collectively, the Reinsureds), Eaglestone Reinsurance Company and National Indemnity Company Incorporated by reference to Exhibit 10.6 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 (File No. 1-8787). (10)AIG 2013 Long-Term Incentive Plan (as amended September 2015)* Incorporated by reference to Exhibit 10.35 to AIGs Annual Report on Form 10-K for the year ended December 31, 2015 (File No. 1-8787). (11)Form of 2015 Performance Share Units Award Agreement* Incorporated by reference to Exhibit 10.5 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (12)AIG Clawback Policy* Incorporated by reference to Exhibit 10.3 to AIGs Current Report on Form 8-K filed with the SEC on March 27, 2013 (File No. 1-8787). (13)AIG Annual Short-Term Incentive Plan (as amended and restated effective March 1, 2016)* Incorporated by reference to Exhibit 10.43 on AIGs Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-8787). (14)AIG 2013 Omnibus Incentive Plan* Incorporated by reference to Appendix B in AIGs Definitive Proxy Statement on Schedule 14A, dated April 4, 2013 (File No. 1-8787). (15)Form of AIG 2013 Omnibus Incentive Plan Non-Employee Director DSU Award Agreement* Incorporated by reference to Exhibit 10.52 to AIGs Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-8787). (16)Aggregate Excess of Loss Reinsurance Agreement, dated January 20, 2017, by and between AIG Assurance Company, AIG Property Casualty Company, AIG Specialty Insurance Company, AIU Insurance Company, American Home Assurance Company, Commerce and Industry Insurance Company, Granite State Insurance Company, Illinois National Insurance Co., Lexington Insurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and The Insurance Company Of The State Of Pennsylvania and National Indemnity Company (portions of this exhibit have been redacted pursuant to a request for confidential treatment). Incorporated by reference to Exhibit 10.1 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). (17)Trust Agreement, dated January 20, 2017, by and among National Union Fire Insurance Company of Pittsburgh, Pa., National Indemnity Company, and Wells Fargo Bank, National Association (portions of this exhibit have been redacted pursuant to a request for confidential treatment). Incorporated by reference to Exhibit 10.2 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). (18)Parental Guarantee Agreement, dated January 20, 2017, by Berkshire Hathaway Inc. in favor of National Union Fire Insurance Company of Pittsburgh, Pa. Incorporated by reference to Exhibit 10.3 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). (19)Form of AIG Long Term Incentive Award Agreement (as of March 2017)* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K filed with the SEC on March 17, 2017 (File No. 1-8787). (20)Letter Agreement, dated July 22, 2015, between AIG and Douglas A. Dachille* Incorporated by reference to Exhibit 10.9 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (File No. 1-8787). (21)Non-Solicitation and Non-Disclosure Agreement, dated July 22, 2015, between AIG and Douglas A. Dachille* Incorporated by reference to Exhibit 10.10 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (File No. 1-8787). (22)Form of Stock Option Award Agreement, between American International Group, Inc. and Brian Duperreault* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K filed with the SEC on May 15, 2017 (File No. 1-8787). (23)Non-Solicitation and Non-Disclosure Agreement, dated July 5, 2017, between American International Group, Inc. and Peter Zaffino* Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K filed with the SEC on July 6, 2017 (File No. 1-8787). (24)Form of Stock Option Award Agreement, between American International Group, Inc. and Peter Zaffino* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K filed with the SEC on July 6, 2017 (File No. 1-8787). (25)Form of Long Term Incentive Stock Option Award Agreement* Incorporated by reference to Exhibit 10.60 to AIGs Annual Report on Form 10-K for the year ended December 31, 2017 (File No. 1-8787). (26)AIG Long Term Incentive Plan (as amended March 2018)* Incorporated by reference to Exhibit 10.2 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 (File No. 1-8787). (28)Letter Agreement, dated May 10, 2018, between AIG and Mark Lyons* Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 14, 2018 (File No. 1-8787). (29)Non-Solicitation and Non-Disclosure Agreement, dated May 13, 2018, between AIG and Mark Lyons* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 14, 2018 (File No. 1-8787). (30) Form of AIG Long Term Incentive Award Agreement (as of April 2019)* Incorporated by reference to Exhibit 10.1 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on May 7, 2019 (File No. 1-8787). (31) Form of AIG Long Term Incentive Award Agreement (as of January 2020)* Incorporated by reference to Exhibit 10.49 to AIGs Annual Report on Form 10-K, filed with the SEC on February 21, 2020 (File No. 1-8787). (32) Amended and Restated Combination Coinsurance and Modified Coinsurance Agreement by and between American General Life Insurance Company and Fortitude Reinsurance Company, Ltd., effective as of June 1, 2020 Incorporated by reference to Exhibit 10.1 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on August 4, 2020 (File No. 1-8787). (33) Amended and Restated Non-Qualified Pension Plan (as amended July 2020) Incorporated by reference to Exhibit 10.2 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on August 4, 2020 (File No. 1-8787). (34) Amendment to Fourth Amended and Restated Credit Agreement, dated November 23, 2020 Filed herewith. (35) AIG 2012 Executive Severance Plan (as amended and restated February 2021)* Filed herewith. (36) AIG Long Term Incentive Plan (as amended and restated February 2021)* Filed herewith. (37) AIG Non-Qualified Retirement Income Plan (as amended and restated February 2021)* Filed herewith. (38) Letter Agreement, dated February 11, 2021, between AIG and Peter S. Zaffino* Filed herewith. (39) Letter Agreement, dated February 11, 2021, between AIG and Brian Duperreault* Filed herewith. 21 Subsidiaries of Registrant Filed herewith. 23 Consent of Independent Registered Public Accounting Firm Filed herewith. 31 Rule 13a-14(a)/15d-14(a) Certifications Filed herewith. 32 Section 1350 Certifications** Filed herewith.